Failure to negotiate the important terms of the statement of intent activity is the most typical and critical error of the seller. The seller should create a competitive and aggressive environment, and potential buyers should compete before the seller executes the MOU. Once the moU is finalized, the seller`s total leverage has disappeared and the sale of his business to potential buyers is not possible. There is a non-shop provision that prevents the seller from selling the business for a period of 60 to 90 days. For example, a potential buyer offers a higher purchase price. However, the seller should expect that a large part of the price will be confiscated from the Treuhand at the time of purchase and requires a limitation of liability equal to the purchase price. Another buyer may offer a lower purchase price, but a fiduciary service is not required and all parties agree to a 10 percent liability limit. Before choosing a buyer, the selling person should review and negotiate any significant duration of the offer, and these terms should be reflected in the Memorandum of Understanding. With reasonable efforts, which are no less than reasonable efforts, the secrecy of the information is the responsibility of the recipient. A reasonable effort is generally defined as the same effort that the recipient uses to protect their own confidential information and ensure that any person who receives the information respects the limits of the agreement. Please describe your business context, the nature and size of the business you are looking for, your investment capacity and your interest in that business. The definition of the purpose of providing such information and the way in which the information contained in the NDA may be used should also be clearly defined. In case of sale of your business, it is probably for the evaluation of your commercial offer.
You can have your buyer sign the NDA by sending it by e-mail, and then they can fax it to you. However, some people don`t have faxes or printers, so you may lose a few buyers with this process. You can disclose certain information about the store over the phone, and then you can ask to meet with the buyer. If you meet the buyer in person, you can ask them to sign the NDA. Make sure you don`t tell the buyer anything that`s really important when it comes to your business before they sign the NDA. The electronic signature of an NDA is probably the fastest, easiest and most secure method. If the agreement is cancelled and the buyer leaves, the seller should try to get a refund of his attorney`s fees, including other expenses of the transaction. In order to protect the seller after the sale, it is essential that these important provisions are included in the sales contract. The limitation of liability is an example of a provision in which the statement of intent should be discussed. For example, if something goes wrong after the sale because the seller broke the agreement in the sales contract, if there is a liability cap, the buyer can only recover a certain amount. A limit of 10-20% of the purchase price should be the seller`s target, and possible buyer carve-outs should be kept to a minimum.
Please see the link below to download and, for example, a confidentiality agreement: As soon as the secret has been signed, the seller of the company is protected against the potential buyer disclosing the information, as if the potential buyer had disclosed any of the disclosed information, or that he would be subject to financial damages by the seller. The parties to the agreement should be associated with an NDA. An NDA should define what is confidential, for example. B what information should be kept secret. Unpublished patent applications, financial information, trade secrets, business strategies, customer and supplier lists, etc., are usually listed as confidential in a modern NDA….